1 Introduction

Porsche Cars Australia Pty Ltd (ACN 004 327 048) of 109-111 Victoria Parade, Collingwood VIC 3066 (PCA) purchases Goods and/or Services on the following terms and conditions (Terms). These Terms, together with the relevant Purchase Order, apply to every purchase of any Goods and / or Services by PCA, unless otherwise agreed in writing. By accepting a Purchase Order from PCA, the Supplier agrees to be bound by these Terms.


2 Definitions

The following definitions apply unless the context requires otherwise.

Confidential Information means all information, in any medium, provided by one party (the “disclosing party) to the other party (the “recipient”), or otherwise obtained by the recipient, whether obtained before or after acceptance of this Purchase Order, in connection with the disclosing party, the Deliverables or this Purchase Order. It includes:

(a) all confidential business information, documents, records, financial information, reports, technical information and forecasts which relate to the disclosing party or its business;

(b) these Terms; and

(c) any information designated as confidential or which the recipient ought reasonably to have known is confidential.

Deliverables includes the Goods and/or Services that are the subject of a Purchase Order.

Goods includes products, materials, supplies, equipment and other goods that are the subject of a Purchase Order.

GST means the tax payable on taxable supplies under the A New Tax System (Goods & Services Tax) Act 1999 (Cth).

Intellectual Property Rights means all present and future intellectual and industrial property rights and interests throughout the world, whether registered or unregistered, including trademarks, designs, patents, inventions, circuit layouts, copyright and analogous rights, confidential information, know-how and all other intellectual property rights as defined in Article 2 of the convention establishing the World Intellectual Property Organisation of 14 July 1967 as amended from time to time and any application for any of the same, and any equivalent rights, whether registered or unregistered.

Modern Slavery has the meaning given to it in the Modern Slavery Act 2018 (Cth) and includes any form of child labour prohibited by law.

Purchase Order means a written order by PCA to the Supplier for the supply, provision or delivery of any Deliverables.

Services includes all services to be performed by the Supplier that are the subject of a Purchase Order.

Site means the locations stated in a Purchase Order for the delivery of Goods or the performance of Services.

Supplier means the supplier of the Deliverables to whom the Purchase Order is addressed.


3 Purchase Orders

(a) A Purchase Order and these Terms will constitute the entire agreement between PCA and the Supplier for the supply of the Deliverables, unless the Supplier has entered into a separate agreement in writing with PCA for the supply of the Deliverables in which case that agreement will replace and prevail over these Terms.

(b) No terms and conditions stated by the Supplier in any quotation, invoice, delivery docket or other document or communication will be binding on PCA.

(c) Within 3 business days of receipt of a Purchase Order, the Supplier must reply to PCA to confirm receipt and that the Purchase Order will be completed by the time stated in the Purchase Order.

(d) To the extent that any conflict exists between the provisions of these Terms and the Purchase Order, the provisions of these Terms will prevail to the extent of the inconsistency.


4 Supply of Deliverables

(a) Deliverables that are supplied pursuant to a Purchase Order must:

(i) comply with the quantity, volume, description, standard and specifications required under the Purchase Order;

(ii) be of acceptable quality (as that term is defined in the Australian Consumer Law);

(iii) be delivered or completed (as applicable) by the time specified and in accordance with all instructions in the Purchase Order;

(iv) comply with all applicable laws, codes and standards;

(v) pass such inspections and tests as may be required by PCA;

(vi) be fit for their intended or specified purposes; and

(vii) be supplied with the standard of skill, due care and quality expected of a provider experienced in the provision of such services.

(b) PCA relies upon the skill and knowledge of the Supplier in providing the Deliverables.


5 Code of Conduct

(a) The Supplier must comply with PCA’s Code of Conduct for Business Partners (Code), which is available at the bottom of PCA’s website via the tab Business Partner Information.

(b) If the Code and these Terms conflict or are inconsistent these Terms will prevail.


6 Anti-Bribery

Each party must:

(a) at all times comply with all applicable Australian laws, statutes, regulations and codes relating to anti-bribery and improper payments (Anti-Bribery Requirements);

(b) not give or offer or promise to give, receive or agree to accept, any payment, gift or other benefit or advantage which violates an Anti-Bribery Requirement;

(c) have and maintain its own policies and procedures to ensure compliance with the Anti-Bribery Requirements and enforce them where appropriate;

(d) not prepare, approve or execute any contract or other document or make any record in connection with these Terms that a party knows, or ought reasonably know, is false, inaccurate or misleading; and

(e) promptly report to the other party any request or demand for any undue financial or other advantage of any kind received by that party in connection with the performance of this agreement which will or may be in breach of the Anti-Bribery Requirements.


7 Modern Slavery

(a) Supplier warrants that it does not, and agrees that it will not, engage in any form of Modern Slavery.

(b) Supplier will take all reasonable steps to ensure that its suppliers do not engage in any form of Modern Slavery (including undertaking due diligence in its selection of suppliers, and continually monitoring and auditing its suppliers for this purpose).

(c) PCA may audit the Supplier (either by itself or a third party appointed by PCA) to verify compliance with this clause 7.


8 Price

Unless otherwise stated in the relevant Purchase Order or agreed by PCA in writing or, the prices for the Deliverables are:

(a) fixed for the entire duration of supply of such Deliverables under the relevant Purchase Order and not subject to any adjustments based on variation in the cost of materials, labour, delivery, taxes or otherwise;

(b) inclusive of all duties, taxes, GST, levies, imposts and all other charges and costs (whether they arise by statute or otherwise);

(c) payable in Australian dollars; and

(d) inclusive of all costs of delivery to the Site as well as all packaging, shipping, carriage and insurance.

 

9 Delivery

(a) The Supplier must deliver the Goods to the Site and / or perform the Services at the Site on the date(s) specified in the Purchase Order during usual business hours, unless otherwise agreed. Time is of the essence.

(b) If PCA specifies the delivery address or date after a Purchase Order is placed, PCA will give the Supplier reasonable notice of the details. If no date for delivery is specified, the date for supply will be as soon as reasonably possible and as directed by PCA.

(c) A packing note quoting the Purchase Order reference number, the item number, the Site, contents, quantity, date method of dispatch and weight must accompany each delivery or consignment of Goods and must be displayed prominently on the outside of the packaging (if any).

(d) The Supplier must, and must ensure that its officers, employees, agents and contractors, while at the Site comply with PCA's reasonable requirements as to security, health and safety, times and areas of access.

 

10 Title, Risk, Inspection and Acceptance

(a) The Supplier warrants that, at the time of delivery, it has the right to sell the Goods and the Goods are free from all liens, charges and encumbrances of any kind.

(b) At any time prior to the supply of any Goods, PCA, upon reasonable notice, may inspect the Goods and the premises of manufacture and storage of the Goods. If, as a result of such an inspection, PCA is not satisfied with the quality of the Goods or the standard of their manufacture, storage or handling, the Supplier must take such steps as are necessary to correct any deficiency.

(c) Title and risk in the Goods will pass to PCA after the Goods have been physically delivered to and inspected and accepted by PCA as being in accordance with the Purchase Order.

(d) PCA may reject any Deliverables which PCA determines do not comply with the corresponding Purchase Order.

(e) PCA may at any time return rejected Goods to the Supplier at the Supplier's expense and obtain full credit in respect of the purchase price thereof.

(f) If required by PCA, the Supplier must re-supply any rejected Goods and remedy any rejected Services at no additional cost to PCA.

 

11 Insurance

(a) The Supplier must take out and maintain insurance coverage in respect of the Deliverables in accordance with the reasonable requirements of PCA regarding the entities insured, the risks insured against and the amount of the insurance. As a minimum, the Supplier must maintain a general business risk, professional indemnity and/or public liability insurance policies (as applicable) to cover the provision of the Deliverables in the minimum amount of $2 million from a reputable insurer. For clarity, the fact that insurance has been taken out by the Supplier in accordance with this clause 11(a) does not in any way limit the liability of the Supplier to Porsche under or in connection with the provision of the Deliverables.

(b) The Supplier will provide to PCA the terms and currency of any insurance policy with respect to the insurances referred to in this clause 11 upon request by PCA.

 

12 Laws and regulations

(a) The Supplier will, at its cost, comply with:

(i) all requirements of PCA in any way affecting or applicable to the Deliverables; and

(ii) all applicable laws, codes and standards.

(b) The Supplier must obtain all permits, licences, consents, approvals and authorisations required in respect of the Deliverables. The Supplier must provide to PCA evidence of compliance at the request of PCA.

 

13 Personal information and data security

(a) Where the Supplier collects, stores or processes any personal information in connection with a Purchase Order, the Supplier must comply with the Privacy Act 1988 (Cth), the Australian Privacy Principles contained in schedule 1 to the Privacy Act 1988 (Cth), any APP code (as defined in the Privacy Act 1988 (Cth) and PCA’s privacy policy available at the bottom of our website via the tab Privacy Policy.

(b) The Supplier must:

(i) immediately notify PCA in writing if it becomes aware of any unauthorised access to, or unauthorised disclosure of, personal information under its control by virtue of the Purchase Order, and provide advice as to whether it considers that such security breach may result in serious harm to any individual to whom the information relates;

(ii) comply with any directive from PCA as to which party will discharge any mandatory reporting obligation arising from the incident;

(iii) conduct or assist PCA in conducting a reasonable and expeditious assessment of the breach or suspected breach; and

(iv) ensure compliance with all mandatory data breach reporting obligations arising out of the breach or suspected breach.

(c) The Supplier must, and must ensure that its officers, employees, agents or contractors:

(i) access and use PCA data and information solely, and only to the extent required, to perform the Services;

(ii) comply with all security requirements applying to PCA data as notified by PCA to the Supplier from time to time, in addition to any obligations under law;

(iii) notify PCA immediately and comply with all directions of PCA upon becoming aware of any contravention of PCA’s security requirements in relation to PCA data; and

(iv) do not take, transfer, transmit or disclose PCA data or allow PCA data to be taken, transferred, transmitted, accessed or disclosed, without the prior written consent of PCA.

 

14 Warranty

(a) The Supplier warrants that:

(i) all claims made by the Supplier about any Deliverables, including in the Supplier's advertising and promotional materials, are correct and can be relied upon;

(ii) neither the sale or supply of any Deliverable, nor its use by PCA, will breach any rights of any third party.

(b) If any Deliverables have been obtained by the Supplier from a third party, any warranties and indemnities the Supplier holds from that third party, in respect of those items, must also be provided to PCA.

(c) Any Deliverables determined by PCA not to be in accordance with these Terms or a Purchase Order must be remedied by the Supplier at its own expense upon request of PCA. At PCA's option, without limiting any rights of PCA under the Australian Consumer Law, PCA may require the Supplier to:

(i) for Services: supply the Services again or pay the cost of having the Services supplied again; and

(ii) for Goods: replace the Goods or supply equivalent goods, repair the Goods, pay the cost of replacing the Goods or of acquiring equivalent goods or pay the cost of having the Goods repaired.

(d) If the Supplier fails to promptly remedy any defect in the Deliverables on request by, and to the satisfaction of, PCA, then PCA may remedy (or arrange for a third party to remedy) that defect at the cost of the Supplier which will be a debt due and owing to PCA.

 

15 Confidential Information

(a) A recipient of Confidential Information may only use or reproduce the Confidential Information of the disclosing party for the purpose of performing the recipient’s obligations or exercising the recipient’s rights under these Terms.

(b) Each party must not, and must ensure that its officers, employees, agents and contractors do not, disclose the Confidential Information of the other party to any third party, except as follows:

(i) with the prior written consent of the other party;

(ii) to the extent required by law, order of a court or regulatory body or the listing rules of a stock exchange; or

(iii) to any employee, agent or contractor of that party who has a need to know the information and is bound by confidentiality obligations no less onerous than those contained in this clause 15.

 

16 Intellectual Property Rights

(a) If the Supplier carries out any development work under a Purchase Order, PCA will own all Intellectual Property Rights generated in that work. The Supplier will do everything reasonably required by PCA, during or after supply of the Deliverables, to effect any transfer of rights to PCA under this clause 16(a).

(b) Except where clause 16(a) applies, the Supplier must grant to, or obtain for, PCA a perpetual, irrevocable, world-wide, royalty free, non-exclusive licence (including the right to novate or assign the licence, and to sublicense) to use, reproduce, adapt, modify and communicate any Intellectual Property Rights contained in any Deliverables provided to the Supplier, in order to receive the full benefit of the Deliverables.

 

17 Payment

(a) The Supplier will invoice PCA for payment on or after supply of the Goods or completion of the Services unless:

(i) supply of the Goods or performance of the Services extends for more than 1 calendar month in duration, in which case the Supplier may invoice PCA at the end of each month for Goods supplied or Services performed during the relevant month; or

(ii) there is a different arrangement set out in the Purchase Order or a separate agreement, in which case the terms and conditions of such arrangement will apply.

(b) PCA will not be liable to pay an invoice from the Supplier unless the invoice is correctly rendered. An invoice will be correctly rendered if it complies with the GST Law and includes the following information:

(i) invoice number;

(ii) Purchase Order number;

(iii) Supplier’s name, ABN and address;

(iv) period for which the invoice is submitted; and

(v) details of the Deliverables.

(c) Unless otherwise agreed by PCA in writing, PCA will pay the Supplier within 30 days of PCA receiving a correctly rendered invoice in accordance with the requirements of these Terms and the applicable Purchase Order.

(d) PCA will be entitled to deduct or set off against any invoice any money owed by the Supplier to PCA.

 

18 Termination

(a) Without limiting any other provision of these Terms, if a party (Party A):

(i) breaches any provision of these Terms and the breach is not capable of being remedied or, if the breach is capable of being remedied, Party A does not remedy that breach within 14 days of the date of notice to Party A specifying the breach; or

(ii) subject to sections 415D, 434J and 451E of the Corporations Act 2001 (Cth):

(A) becomes, threatens, resolves to become, or in the reasonable opinion of the other party (Party B) is likely to become, subject to any form of insolvency, administration, receivership, bankruptcy or liquidation; or

(B) enters into any composition or arrangement with its creditors or has a receiver appointed over any of its assets or is the subject of any resolution or petition for winding up,

then Party B may:

(iii) where Party B is PCA, suspend payment in respect of all Purchase Orders placed by PCA with the Supplier whether or not the Supplier has complied with these Terms and conditions attaching to any of those particular Purchase Orders;

(iv) remedy the breach referred to in clause 18(a)(i) on behalf of Party A at the cost of Party A; and/or

(v) terminate the Purchase Order and these Terms at no cost to Party B.

(b) Termination of a Purchase Order and these Terms under clause 18(a) will be without prejudice to any other rights and remedies of either party.

(c) Notwithstanding anything else in this clause 18 or elsewhere in these Terms, either party may terminate a Purchase Order by providing 30 days' written notice to the other party.

(d) If a Purchase Order is terminated by PCA under clause 18(c), PCA will be liable only for payments due under the Purchase Order which are invoiced prior to the effective date of termination and any unavoidable reasonable costs actually incurred by the Supplier that are directly attributable to the termination (excluding, without limitation, loss of prospective income or redeployment and redundancy costs).

 

19 Assignment and Subcontracting

(a) The parties must not assign or novate, in whole or in part, any rights or obligations the subject of these Terms, without the prior written consent of the other party.

(b) The Supplier must not subcontract any obligation under a Purchase Order or these Terms without the prior written consent of PCA.

(c) An approval given by PCA permitting the Supplier to subcontract any portion of the Deliverables does not relieve the Supplier from its obligations and liabilities pursuant to a Purchase Order or these Terms and the Supplier will be vicariously liable for the acts and omissions of its subcontractors.

 

20 Severability

If at any time a provision of these Terms is or becomes illegal, invalid or unenforceable in any jurisdiction that provision must, if possible, be read down for the purposes of that jurisdiction so as to be valid and enforceable. If, however, the provision is not capable of being read down, it is severed to the extent of the invalidity or unenforceability and this will not affect or impair the legality, validity or enforceability:

(a) in that jurisdiction of any other provision of these Terms; or

(b) under any other jurisdiction of that or any other provision of these Terms.

 

21 Relationship

Nothing in this document:

(a) constitutes a partnership between the parties; or

(b) makes a party an agent of the other party for any purpose.

 

22 Non-Exclusive Arrangement

Acceptance of a Purchase Order by the Supplier does not:

(a) give the Supplier the right to be the sole supplier of the Deliverables to PCA;

(b) oblige PCA to acquire any particular quantity of Deliverables from the Supplier; or

(c) prevent PCA from obtaining deliverables that are the same as, or similar to, the Deliverables from other suppliers.

 

23 Variation

No provision of these Terms or a right conferred by them can be varied except in writing signed by all parties.

 

24 Dispute Resolution

(a) Any dispute between the Supplier and PCA arising out of or in any way connected with a Purchase Order or these Terms which is not resolved by the Supplier and PCA within 14 days of a notice by either party to the other advising that it is a notice pursuant to this clause 24 must be referred for mediation to be administered by the Resolution Institute in accordance with, and subject to, the Resolution Institute’s Mediation Rules, available at: https://www.resolution.institute/documents/item/1897

(b) Unless otherwise agreed in writing by the parties, mediation shall be conducted by:

(i) a person agreed between the parties; or

(ii) if the parties are unable to agree on the identity of a person to be appointed within 7 days after the dispute has been referred for mediation under clause 24(a), a person nominated by the Resolution Institute, who accepts appointment as the mediator.

(c) A party may not start court proceedings in relation to a Dispute until it has exhausted the procedures in this clause, unless the party seeks urgent interim relief.

 

25 Governing Law and Jurisdiction

These Terms are governed by the laws in force in Victoria. The parties submit to the non-exclusive jurisdiction of the courts of Victoria.

Code of Conduct for Business Partners

Porsche is a global company with desirable products, a long tradition and strong values. Integrity, compliance and sustainability are a matter of course for management and employees and are the basis for the company´s success.

As a manufacturer of premium products, our customer´s expectations are, rightly so, especially high. The customers want to be able to identify themselves with the Porsche brand in an unconditional manner. That is why Porsche is committed to acting responsibly and in an exemplary manner in every situation. Porsche expects such behavior not only from its employees but also from its business partners in order to guarantee long-term success. This includes adhering to applicable laws at all times, respecting ethical values and acting sustainably.

With this Code of Conduct for Business Partners, Porsche defines the fundamental principles to ensure compliance by business partners. This applies to all interactions with customers, business partners, suppliers, competitors and public officials in addition to dealing with their own employees.

The Code of Conduct for Business Partners is a summary of the most important principles. As a guideline, they define Porsche´s expectation beyond legal requirements for all business partners.

This Code of Conduct for Business Partners is applicable to all business partners of Porsche. These include suppliers (every business partner which supplies goods, materials or services) as well as other partners with whom Porsche conducts business such as consultants, sales agents, lobbyists, importing agencies and dealers, sales, marketing and sponsoring partners, joint venture and consortium partners, etc. as well as their respective employees.

 

1. Human rights

We expect Porsche´s business partners to be committed to comply with internationally accepted human rights including the prevention of modern forms of slavery and human trafficking in the supply chain. They are to offer their employees fair working conditions, which at least meet the minimum standards mandated by applicable laws as well as the core labor standards prescribed by the International Labour Organization (ILO). They must ensure the working conditions of their employees and contractors are adequate and comply with the laws of the respective country of employment.

 

2. Equal opportunity and equal treatment

The business partners of Porsche ensure that equal opportunities are afforded to those in their respective organizations and do not tolerate discrimination in any form. They treat their employees equally regardless of ethnic or national origin, sex, religion, views, age, disability, sexual orientation, skin color, political views, social background or any other characteristics protected by law.

 

3. Freedom of association

Porsche’s business partners are to respect the rights of employees to form and join labor unions and employee representations, where local laws do not restrict this. They ensure that employees who seek to improve working conditions do not have to worry about disadvantages.

 

4. Avoiding slavery and child labor

The business partners of Porsche tolerate no form of slavery or child labor. They ensure that employees can terminate their working relationship within a reasonable period of time and that the legal age minimum for employees is met. They especially comply with the minimum age employment standards prescribed by the ILO.

 

5. Fair compensation and working hours

Porsche´s business partners ensure fair compensation to their employees in accordance with no less than the legal minimum wage requirements in their respective country. In the event that such standards do not exist, the payment is based on industry-specific, local compensation and benefits standards, which allows employees a decent living. Working hours are at least equivalent to the applicable laws and industry-standards of the respective national economic sectors. The ILO’s Convention on the limitation of working hours and rest periods are to be complied with as a minimum standard at any time.

 

6. Due diligence in the supply chain for minerals from conflict and high-risk areas

Porsche requires that its business partners involved in the supply chain avoid any minerals that are mined or refined in areas of conflict. Minerals are considered as conflicted when non-state militia groups are directly or indirectly supported through mining, transport, trading, handling, processing or export of such minerals. Information regarding business partners or subcontractors and their use of mined or refined minerals such as tin, tantalum, tungsten and gold must be submitted, if requested by Porsche.

 

7. Environmental protection

The business partners of Porsche comply with applicable environmental and energy laws, use natural resources efficiently and minimize the environmental impact with regard to production processes and products. They guarantee the environmental compatibility of their products and their production and are responsible for reducing emissions and the usage of energy and water. They comply with applicable emissions and wastewater regulations as well as cleaning requirements. The business partners also comply with waste disposal regulations. They avoid waste and attempt to utilize state-of-the-art materials in their business. In order to ensure this, they will implement a waste disposal concept focusing on state-of-the-art separation of waste at its point of disposal. The business partners comply with any legal requirements that apply to them regarding the storage and handling of hazardous materials. A hazard risk analysis will provide the basis to identify potential substitute materials as well as providing safety measures for employees and the environment.

Environmental and energy topics should be considered early on in all relevant business processes and decisions such as investments and the planning of new buildings and plants. Corporations with a high relevance to the environment should test their environmental and energy management systems and possibly procure a certificate from an independent institution.

 

8. Product conformity and product safety

Porsche´s business partners take responsibility concerning product conformity and safety. They comply with applicable product safety laws and regulations, especially the laws regarding safety, description and packaging of products as well as the usage of hazardous materials and minerals. They ensure that all delivered products and services meet the contractual terms regarding product conformity and product safety (and quality) and that they can be used safely for their intended purpose.

 

9. Conflicts of interest

The business partners of Porsche make decisions exclusively on the basis of objective criteria and do not allow themselves to be swayed by personal interests or relations.

 

10. Prohibition of corruption

Porsche´s business partners do not tolerate corruption and take measures to avoid corruption. They ensure that no inadmissible benefits or gratuities (such as gifts, invitations, donations or sponsoring engagements) are offered or accepted in business with customers, public officials or other third parties. This is especially relevant with regard to so-called “facilitation payments”, i.e. illegal payments to public officials or authorities to speed up administrative matters.

 

11. Fair and free competition

The business partners of Porsche allow free and fair competition and comply with the applicable antitrust and competition laws. They do not enter into any anti-competitive agreements with competitors, suppliers or customers and do not abuse a potential dominant market position.

 

12. Prohibition of money laundering and terrorism financing

Porsche´s business partners only do business with integer and well-known partners. They do not tolerate partners that do not comply with applicable money laundering prevention and combating terrorism financing law. Furthermore, they make sure that suspicious activities are reported to the relevant authorities whenever possible.

 

13. Export control and customs

The business partners of Porsche comply with all laws relating to importing and exporting goods, services and information. They fulfill the requirements of customs and foreign trade regulations in all countries where they have business activities.

 

14. Taxes, accounting and financial reporting

Porsche´s business partners comply with the applicable tax laws and the statutory provisions for proper accounting. They report about their business activities truthfully and in accordance with applicable laws.

 

15. Retention of subcontractors

The business partners of Porsche are not only responsible for their own conduct but also for any intermediaries (subcontractors or representatives) that they retain in order to fulfill their business obligations for Porsche. They select these partners carefully based on objective criteria and in accordance with the principles of this Code of Conduct for Business Partners and make sure that they comply with them as well.

 

16. Occupational safety and healthcare

The business partners of Porsche ensure safety and healthcare in the workplace, which meets the minimum legal standards. Porsche expects its business partners to avoid occupational safety and health hazards as well as work-related illness for their employees. Hazards are to be eliminated at the source. Technical and organizational safety measures have priority over personal safety gear in ensuring the prevention of accidents.

The business partners commit themselves to comply with occupational medical prevention and generally strive for an operational health promotion for continuous improvement of the work conditions.

 

17. Data protection

The business partners of Porsche comply with applicable data protection laws to protect the personal data of employees, customers, business partners and other affected parties.

 

18. Security and protection of information, know-how and intellectual property

Porsche´s business partners protect the know-how, patents, operational and business secrets of Porsche and third parties and keep such information safe. Confidential information should not be published or disclosed to unauthorized third parties or be made available in any other form.

 

Adherence to Code of Conduct for Business Partners


19. Obligations of business partners

The business partners of Porsche are obligated to comply with the principles set out in this Code of Conduct for Business Partners. They ensure that their employees are aware of and adhere to this Code of Conduct for Business Partners. They support their employees in acting legally and with integrity.

The business partners of Porsche are obligated to report reasonable suspicions of potential violations related to Porsche to the Whistleblower System of Porsche. Such violations include those that are intentional, or negligent violations of applicable law (e.g. laws, ordinances, etc.) or internal company regulations, particularly violations of this Code of Conduct for Business Partners as well as violations of contractual obligations by employees of the Porsche Group that they commit in connection with or on the occasion of their work for the Porsche Group. The Whistleblower System is responsible for the acceptance and processing of tips of potential violations by employees of the Porsche Group. Every tip is treated confidentially, neutrally and fairly. Determined violations are promptly remedied and appropriately sanctioned. Whistleblowers do not have to fear sanctions or other disadvantages in submitting tips to the Whistleblower System. Whistleblowers and persons implicated are particularly protected by a fair and transparent process. However, the abuse of the Whistleblower System is not tolerated, but rather sanctioned. For reporting a suspected potential violation as defined above, business partners can use the contact details set-out in this Code.

Alternatively, the business partner may contact the Porsche Group’s internal Whistleblower Office or its external lawyers (so-called ombudspersons). The ombudspersons are available to whistleblowers as contact persons around the clock via various reporting channels free of charge. Where possible, they will treat all instructions as part of their attorney-client privilege confidential and guarantee the whistleblowers (if needed) anonymity.

 

Contact data Porsche internal Whistleblower Office


Address Porsche Cars Australia Pty Ltd



Whistleblower Office



109 – 111 Victoria Parade



Collingwood VIC 3066



Australia Phone (03) 9473 0911


E-Mail compliance@porsche.com.au


 

Contact data external Whistleblower Office

 


Attorney-at-Law Dr. Rainer Buchert
Attorney-at-Law Thomas Rohrbach
Address Bleidenstraße 1
Wildgäßchen 4

60311
60599

Frankfurt
Frankfurt

Germany
Germany
Phone +49 (0)69 71033330
+49 (0)69 65300356
Fax +49 (0)69 71034444
+49 (0)69 65009523
E-Mail dr-buchert@dr-buchert.de
rohrbach@ra-rohrbach.de

 

24/7-Hotline +49 (0)69 65300490

 

Online www.porsche.com/whistleblower-system (here, information can be given to the ombudspersons via an anonymous mailbox using an alias name; so-called Business Keeper Management System/BKMS)

Unless the business partner is engaged under a ‘small business contract’ within the meaning of the Australian Consumer Law (Small Business Contract), Porsche reserves the right to audit on a case-by-case basis the adherence to the principles of this guideline after prior notification to the business partner. Such audits will be conducted by experts along with representatives of the business partner in accordance with applicable local laws.

 

20. Legal consequences of violations of the principles of this guideline

Porsche considers the adherence to the principles of this guideline as essential for each contractual relationship. If a business partner does not comply with the principles of this Code of Conduct for Business Partners, Porsche may elect to end the business relationship. With respect to Small Business Contracts, this termination right only applies if the breach of this Code of Conduct for Business Partners also constitutes a breach of any laws or specific terms set out in the Small Business Contract.

If the business partner can credibly assure and prove that it has taken countermeasures immediately to avoid future violations Porsche may, in its sole discretion, decide not to end the business relationship.

 

21. Additional information and support

Further information about Porsche’s compliance organizational and operational structure is available on the internet and presented in the current Annual and Sustainability Report of Porsche at:

www.porsche.com/compliance

https://newsroom.porsche.com/en.html

In addition, Porsche’s business partners can contact the Central Compliance Help Desk of Porsche in the event of questions or tips regarding this guideline:

Contact data central Compliance Helpdesk

Phone (03) 9473 0911

E-mail compliance@porsche.com.au

Porsche, the Porsche Crest, 911, Carrera, Cayenne, Cayman, Boxster, Macan, Panamera, 918 Spyder, Taycan, 919 Hybrid and other signs are registered trademarks of Dr. Ing. h.c. F. Porsche AG.

Dr. Ing. h.c. F. Porsche AG

GR – Legal and Compliance

Porscheplatz 1

70435 Stuttgart

Germany

Version 2.0

Code of Conduct for Business Partners

Contact data Compliance Helpdesk

Phone (03) 9473 0911

E-Mail compliance@porsche.com.au

Contact data Porsche internal Whistleblower Office

Phone +49 (0)711 911 24444

E-Mail whistleblower-office@porsche.de

Contact data external Ombudspersons

Hotline +49 (0)69 65300490

Online www.porsche.com/whistleblower-system